STAR TREK: THE NEXT GENERATION 
                              
               "The Best of Both Worlds, Part I" 
                          #40273-174 
                              
                          Written by 
                        Michael Piller 
                              
                          Directed by 
                          Cliff Bole 


THE WRITING CREDITS MAY NOT BE FINAL AND SHOULD NOT BE USED
FOR PUBLICITY OR ADVERTISING PURPOSES WITHOUT FIRST CHECKING
WITH THE TELEVISION LEGAL DEPARTMENT.

Copyright 1990 Paramount Pictures Corporation. All Rights
Reserved. This script is not for publication or
reproduction. No one is authorized to dispose of same. If
lost or destroyed, please notify the Script Department.

                        FINAL DRAFT

                       APRIL 6, 1990


        STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - CAST          

                STAR TREK: THE NEXT GENERATION                  
                      "The Best of Both Worlds" 
                       
                             CAST                               

                PICARD             ADMIRAL HANSON
                RIKER              LT. COMMANDER SHELBY
                DATA               BORG LEADER
                BEVERLY            PICARD/BORG
                TROI               
                GEORDI             
                WORF               
                WESLEY             Non-Speaking
                                     SEVERAL BORG
                GUINAN             
                O'BRIEN            

                Non-Speaking       
                  SUPERNUMERARIES    
                  TECHNICIAN         

     STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - SETS 

                STAR TREK: THE NEXT GENERATION 
                   "The Best of Both Worlds" 
                      
                             SETS 

            INTERIORS                  EXTERIORS
          
            USS ENTERPRISE             USS ENTERPRISE
              MAIN BRIDGE
              CAPTAIN'S READY ROOM     JOURET FOUR SURFACE
              OBSERVATION LOUNGE
              TURBOLIFT                BORG SHIP
              CORRIDOR
              TRANSPORTER ROOM
              TEN-FORWARD
              MAIN ENGINEERING
              PICARD'S QUARTERS
              RIKER'S QUARTERS
              SHELBY'S QUARTERS
          
            BORG SHIP
              INTERIOR CHAMBER

   STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - TEASER   1.

                STAR TREK: THE NEXT GENERATION                  
                  "The Best of Both Worlds"                        
                            TEASER                              

	FADE IN:

1    EXT. SPACE - THE ENTERPRISE (OPTICAL)

	Leaving warp as it approaches a planet.

					PICARD (V.O.)
			Captain's log, Stardate 43994.1.
			The Enterprise has arrived at
			Jouret Four in response to a
			distress signal from one of the
			Federation's outermost colonies.

2    INT. TRANSPORTER ROOM (OPTICAL)

	Riker enters, meets Geordi, Data and Worf. O'Brien at
	the console.

					RIKER
				(to Worf)
			Anything from the surface?

					WORF
			Nossir. There have been no
			communications from the colony
			for over twelve hours.

					RIKER
			Sensors picking up any signs of
			life?

					WORF
			None.

	Riker frowns. Anticipating the question --

					O'BRIEN
			The surface environment is safe
			for transport, Commander.

	Riker acknowledges as they move into transport
	position... he nods to the technician and they
	DEMATERIALIZE.

   STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - TEASER   2.

3    EXT. PLANET SURFACE - DAY

	Fairly close so we have no clear bearings yet... the
	away team reacts to what they see... pulling back
	slowly.

					RIKER
				(keying insignia)
			Mister O'Brien, verify these are
			accurate coordinates for New
			Providence colony.

					O'BRIEN'S COM VOICE
			Coordinates verified, sir. You're
			at the center of town.

4    EXT. PLANET SURFACE - WIDE - DAY (MATTE SHOT)

	To see the away team is standing on an empty site...
	where the colony should be, there is now a shallow
	depression... as though it has been scooped out and
	taken away.

									FADE OUT.

                         END OF TEASER                          

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT ONE  3.

                            ACT ONE                             

	FADE IN:

5    EXT. SPACE - THE ENTERPRISE (OPTICAL)

	In orbit. Another starship, transport class, has
	joined them.

					PICARD (V.O.)
			Captain's log, Stardate 43997.6.
			Admiral Hanson and Lieutenant
			Commander Shelby of Starfleet
			Tactical have arrived to review
			the disappearance of New
			Providence colony. No sign
			remains of the nine hundred
			inhabitants.

6    INT. CAPT. READY ROOM

	Picard, Riker, Hanson -- fifties, high ranking, hard
	driving -- and Shelby. She is late twenties, very
	beautiful, energetic, extremely motivated and
	ambitious. The mood is somber.

					HANSON
			The truth is... hell, we're not
			ready. We've known they were
			coming for over a year... we've
			thrown every resource we've got
			into this but still...

					RIKER
			Then, you're convinced it is the
			Borg... ?

					SHELBY
			That's what I'm here to find out.
			The initial descriptions of these
			surface conditions are almost
			identical to your reports from
			system J-two-five.

					PICARD
				(acknowledges)
			Mister Riker wrote those
			reports... he agrees with you.

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT ONE  4.

6    CONTINUED:

					HANSON
				(setting protocol)
			Commander Shelby took over Borg
			tactical analysis six months ago.
			I've learned to give her a wide
			latitude when I want to get things
			done... That's how I intend to
			operate here.

	It is clear that she's in charge as far as the admiral
	is concerned.

					SHELBY
			My priority has been to develop
			some kind, any kind of defense
			strategy...

					RIKER
			Obviously nothing we have now can
			stop them.

					SHELBY
				(acknowledges)
			We've been designing new
			weapons... but they're still on
			the drawing board.

					HANSON
			We expected much more lead time.
			Your encounter with the Borg was
			over seven thousand light years
			away...

					PICARD
			If this is the Borg, it would
			indicate they have a source of
			power far superior to our own...

					SHELBY
			I'd like to see the colony site
			as soon as possible, Captain.

					RIKER
			It'll be night at the site in
			thirty minutes. We've scheduled
			an away team for dawn.

					PICARD
				(to Riker)
			Why don't you show the commander
			to her quarters...

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT ONE  5.

6    CONTINUED: (2)

	Riker rises to escort her to the door...

					RIKER
			It's our poker night, Admiral.
			There's always an open seat for
			you...

					HANSON
				(would love to, but... )
			Next time, Commander. Your
			captain and I have a lot to cover.
			But rumor has it that Commander
			Shelby's played a hand or two...

	Riker reacts, exchanges a look with Shelby who grins
	as they EXIT. Hanson smiles. After the door closes...

					HANSON
			Keep your eye on her, Jean-Luc.
			One impressive young lady...

	Picard grins, obviously has a special affection for
	this particular admiral.

					PICARD
			You seem rather taken with her,
			J.P.

					HANSON
			Just an old man's fantasies. When
			Shelby came into tactical, every
			damned admiral's uncle had a take
			on this Borg business... she cut
			through it, put us on track.

	Picard moves to a teapot, pouring...

					PICARD
			Earl Grey?

					HANSON
			Four sugars.
				(beat)
			She'd make you a hell of a first
			officer.

	Picard raises an eyebrow...

					PICARD
			I already have a hell of a first
			officer.

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT ONE  6.

6    CONTINUED: (3)

					HANSON
			Don't tell me he's gonna pass up
			another commission?

					PICARD
			One's available?

					HANSON
			The Melbourne. It's his if he
			wants it. Hasn't he told you?

	Picard sighs, shakes his head, no... resigned to the
	inevitable.

					PICARD
			Well, I guess I knew this day
			would have to come... he'll make
			a fine captain, J.P.

					HANSON
			You may want to tell him that.
				(off Picard's look)
			We're still waiting for his
			decision. Hell, this is the third
			time we've pulled out the
			captain's chair for Riker. He
			just won't sit down. And I'll
			tell you something -- there are
			a lot of young hotshots like
			Shelby on their way up. Riker
			could suddenly look like he's
			standing still next to them. He's
			hurting his career by staying put.
			If I were you, I'd kick him in
			the rear end for his own good.

	As he drinks again, Picard reacts and...

7    INT. CORRIDOR

	Riker moving with Shelby.

					SHELBY
			We know the Borg have no interest
			in power or political conquest...

					RIKER
				(acknowledges)
			They identify what's useful to
			them, then consume it. Or try
			to at least...

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT ONE  7.

7    CONTINUED:

	At her quarters, they pause...

					SHELBY
			But here's the question -- after
			they take what they want... what
			happens to the rest?
				(off his look)
			There has to be some evidence...
			residue... something that tells
			us they've been here.

8    INT. SHELBY'S QUARTERS - CONTINUOUS

	As the door slides open and they ENTER.

					SHELBY
			I don't know exactly what I'm
			looking for... but we've tested
			the sections of the Enterprise's
			hull that were damaged by the
			Borg. There were some unusual
			magnetic-resonance traces...

					RIKER
			A Borg footprint?

					SHELBY
			That's my theory. I'll see if
			it holds up tomorrow.
				(beat)
			I've reviewed your personnel...
			I'll be assigning Mister La Forge
			and Mister Data to accompany me
			on the away team...

	Riker barely reacts... isn't prepared to allow her to
	make crew assignments...

					RIKER
			I've... already assigned them to
			the away team, Commander. And
			I'll be with you as well.

	A quick awkwardness.

					SHELBY
				(smiles)
			Of course. I appreciate any
			assistance you can offer.

	She measures him for a beat. Examining the quarters---

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT ONE  8.

8    CONTINUED:

					SHELBY
			Tell me, something, Commander...
			is serving aboard the Enterprise
			as extraordinary an experience
			as I've heard?

					RIKER
			Every bit of it.

					SHELBY
			Good.
				(intimately sharing a
				 secret)
			Because I intend to convince
			Captain Picard that I'm the right
			choice for the job.

					RIKER
				(beat)
			Job? Which job... ?

					SHELBY
			Yours, of course.
				(off his look,
				 "embarrassed")
			I'm sorry... I heard you were
			leaving.

	And she's very good -- it could be taken as an innocent
	faux pas by a lesser man, but Riker knows a fishing
	expedition when he sees one... their eyes connect, he
	won't bite...

					RIKER
			If I am... I'm sure you'll be the
			first to know, Commander.
				(beat)
			Poker's at seventeen hundred
			hours, my quarters, deck eight...

	He EXITS. Hold just a beat on her reaction and...

8A   INT. RIKER'S QUARTERS - POKER TABLE

	Troi is the dealer, Wesley, Geordi, Riker, Data,
	Shelby... five card stud... four cards have been dealt.

					DATA
			I will buy another card,
			Counselor.

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT ONE  9.

8A   CONTINUED:

	Throws a pair of chips in...

					WESLEY
			Got another king in the hole,
			Data?

					DATA
			I am afraid I cannot answer that
			Wesley. And as you are a newcomer
			to the game, may I say it is
			inappropriate to ask.

	Troi deals Data his last card.

					TROI
			No help there.

					GEORDI
				(bad night)
			Fold. Again.

					WESLEY
			I'm in.

	Throws in his chips. His card is a third jack.

					TROI
			Three jacks looking back for the
			handsome young ensign.

	Reactions around the table. Data folds.

					GEORDI
			Beginner's luck.

	Shelby puts her chips out... gets a worthless card.

					TROI
			Pair of deuces stands.

	Riker throws in his chips... gets a card that continues
	his straight flush... reactions.

					TROI
			Possible flush, possible straight
			flush. The bet is yours, Mister
			Crusher.

	Wes looks nervously at Riker.

					WESLEY
			I'm in for ten...

  STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT ONE  10.

8A   CONTINUED: (2)

	He throws in a pair of chips. Shelby studies Wesley
	carefully... and then throws in her two chips to stay
	in. But the tension is clearly between Riker and
	Wesley. Riker gives him his best poker face.

					RIKER
				(to Wesley)
			Time to put on the long pants,
			Wes. I'll see your ten. And
			raise you a hundred.

					GEORDI
			He's got the straight flush.

					DATA
			Not necessarily. Commander Riker
			may be bluffing, Wesley.

	Wes studies Riker's face. Breaks...

					WESLEY
			I don't think so. I fold.

					GEORDI
				(groans)
			With three jacks?
				(shakes his head)
			Wesley, you may get straight A's
			in school, but you've still got
			a little to learn about poker...

	And so the attention turns to Shelby... who looks at
	Riker and they look at each other and after a long look
	beat...

					SHELBY
			I've only got two pair, Commander.
			But I've got to see that blind
			card. I'll call.

	She puts in her chips. Riker blinks... looks down at
	his card... turns it over. It busts his straight
	flush. He's bluffing. Reactions. Wesley groans,
	hangs his head.

					GEORDI
				(delighted)
			You got him!

	Riker and Shelby's eyes meet. She collects the
	winnings.

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT ONE  11.

9    OMITTED

10   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	In orbit. The other ship alongside.

11   INT. TRANSPORTER ROOM

	O'Brien at the controls as Riker and Geordi arrive
	together... Geordi carrying a work kit...

					RIKER
			Mister Data and our guest appear
			to be tardy...

					O'BRIEN
			Sir, Commander Shelby and Data
			beamed down to the planet surface
			an hour ago...

					RIKER
				(reacts, angry)
			On whose authority?

					O'BRIEN
				(blinks)
			On... hers, sir.

	Riker exchanges a look with Geordi as they get in
	position on the transporter...

12   EXT. PLANET SURFACE - DAWN (OPTICAL)

	Shelby and Data are examining exposed rock strata with
	their tricorders as Riker and Geordi MATERIALIZE.

					SHELBY
			Morning. Early bird gets the
			worm, eh? We've had some
			interesting results...

					RIKER
				(interrupting, burning)
			Commander Shelby...
				(he pauses, will not
				 do this in front of
				 the other officers)
			Walk with me, Commander.

	It is an order. She obeys. Geordi and Data exchange a
	look...

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT ONE  12.

12   CONTINUED:

					DATA
			I believe Commander Shelby
			erred... there are no known
			avifaunal or crawling vermicular
			lifeforms on Jouret Four.

					GEORDI
			That's... not what she meant,
			Data... but, uh, you're right,
			she erred...

	On Data's reaction...

13   ANGLE - MOVING WITH RIKER AND SHELBY

					SHELBY
				(responding)
			I'm sorry... I woke up early and
			I saw a weather system was moving
			in... it could have affected the
			soil readings...

					RIKER
			So without any regard to the risk
			of coming down alone...

					SHELBY
			Really, Commander... if we ran
			into the Borg, two extra bodies
			wouldn't've made a hell of a
			difference, would they? We had
			three hours before the storm front
			hit, less than two hours now.
			Data was available. I took him.
			We came. I don't see your
			problem...

					RIKER
			My problem, Commander, is I expect
			to be notified before there's a
			change in my orders...

					SHELBY
				(tight)
			Noted for future reference. Do
			you wish to hear my report, sir?

					RIKER
			Go ahead.

 STAR TREK: "Best of Both Worlds" - REV. 4/10/90 - ACT ONE 13.

13   CONTINUED:

					SHELBY
			The soil contains the same
			magnetic-resonance traces...
			That's our footprint. There's
			no doubt any more. It's the Borg.

	On Riker's reaction...

									FADE OUT.

                        END OF ACT ONE                          

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT TWO  14.

                            ACT TWO                             

	FADE IN:

14   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	In orbit. The transport ship is gone.

					PICARD (V.O.)
			Captain's log, Stardate 43998.5.
			With confirmation of the Borg's
			presence in Federation space,
			Admiral Hanson has returned to
			Starbase three two four to discuss
			strategy with Starfleet Command.
			Lieutenant Commander Shelby
			remains on board to continue
			tactical preparations.

15   INT. CAPT. READY ROOM

	Riker and Picard.

					RIKER
			... a standing Yellow Alert...
			all Federation and allied outposts
			have been warned... Ops will
			continue to monitor long range
			sensors... I've assigned Data,
			La Forge and Mister Crusher to
			work with Commander Shelby.

	Picard nods... a beat.

					PICARD
			Very good, Number One. You've
			covered all the bases. As usual.
				(beat)
			What's your impression of Shelby?

					RIKER
			She knows her stuff, Captain.

	Picard notes a vague hesitation in his attitude.

					PICARD
			She has your full confidence...

					RIKER
			Well, I think she needs...
			supervision.
					(MORE)

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT TWO  15.

15   CONTINUED:

					RIKER (Cont'd)
			She takes the initiative a little
			too... easily. Sometimes with
			risks.

	Picard nods, smiles slightly...

					PICARD
			Sounds a little like a young
			lieutenant commander I once
			recruited as my first officer.

					RIKER
				(returns smile)
			Perhaps.

	And all this is played with great warmth and personal
	connection...

					PICARD
			You're the best officer I've ever
			served with, Will.

	Riker crinkles his forehead, nods, thanks.

					PICARD
				(most gentle)
			But what are you still doing here?

					RIKER
				(reacts)
			Sir?

					PICARD
			I hear you've been offered the
			Melbourne.

	Riker acknowledges, believes the captain will be
	pleased when he says --

					RIKER
			I've decided not to pursue the
			commission at this time.

	But Picard surprises him by not showing pleasure, but
	rather discomfort with the decision.

					PICARD
			She's a fine ship, Will.

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT TWO  16.

15   CONTINUED: (2)

					RIKER
			She's not the Enterprise.
				(beat)
			With all due respect, sir, you
			need me. Particularly now.

					PICARD
			Starfleet needs good captains.
			Particularly now. I cannot keep
			you to myself forever.

	Picard takes a long beat... this is most difficult.

					PICARD
			I want you to reconsider your
			decision.

					RIKER
				(reacts)
			Are you asking me to leave,
			Captain?

					PICARD
			I'm asking you to look at your
			career objectively and make the
			best decision.
				(beat)
			I know it's hard to walk away.
			But you're ready to work without
			a net, my friend. You're ready
			to make the life and death
			decisions a captain must make.
			And, hard as it is to accept, if
			you choose to leave, the
			Enterprise will go on just fine
			without you.

	Riker looks hard at Picard and on that look...

15A  INT. TEN-FORWARD

	Troi and Riker at a table. Riker is troubled,
	confused.

					RIKER
			What am I still doing here,
			Deanna? I've pushed myself hard
			to get this far...
				(glancing at her)
			... sacrificed a lot.
					(MORE)

  STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT TWO  17.

15A  CONTINUED:

					RIKER (Cont'd)
			I've always said I wanted my own
			command. And yet something's
			holding me back. Is it wrong to
			want to stay... ?

					TROI
			What do you think?

					RIKER
				(shakes his head,
				 doesn't know)
			Maybe I'm just afraid of the big
			chair.

					TROI
			I don't think so.

					RIKER
				(unconvinced)
			The captain says Shelby reminds
			him of the way I used to be. And
			he's right. She comes in here,
			full of drive and ambition,
			impatient, taking risks... I look
			at her and I wonder whatever
			happened to those things in me? I
			I liked those things in me.
				(shakes his head)
			I've lost something.

					TROI
				(suppressing a smile)
			You mean you're older, more
			experienced... a little more
			seasoned...

					RIKER
				(grins)
			"Seasoned". What a horrible thing
			to say to a man.

					TROI
			I don't think you've lost a
			thing... and you've gained a lot
			more than you realize. You're
			much more comfortable with
			yourself than you used to be...

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT TWO  18.

15A  CONTINUED: (2)

					RIKER
			Maybe that's the problem. Could
			be I'm too comfortable here.

					TROI
			I'm not sure I know what that
			means.
				(But I do know that.. )
			You're happy here... happier than
			I've ever known you to be. It
			really comes down to a simple
			question -- what do you want, Will
			Riker?

	Riker laughs to himself.

					TROI
			What?

					RIKER
			Stupid. An old song I heard when
			I was a kid. Keeps running
			through my mind...
				(off her look, he begins
				 to sing)
			"Didja ever have the feeling that
			you wanted to go... still had the
			feeling that you wanted to stay...
			You knew it was right... wasn't
			wrong... still you knew you
			wouldn't be very long... it's
			tough to have the feeling that
			you wanted to go... "

15B  ANGLE - GUINAN

	moving by with a tray of drinks reacts as she hears
	Riker...

					RIKER
				(continuing)
			"... still had the feeling that
			you wanted to stay... start to
			go... change your mind... "

	He stops as he realizes Guinan is looking at him...

					GUINAN
			You start on Friday -- two shows
			a night, matinee on Wednesday.

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT TWO  19.

15B  CONTINUED:

					RIKER
			I play the trombone too...

	She nods, and walks on...

16   INT. ENGINEERING - CLOSE ON MONITOR

	shows an Okudagram, a graphic representation of the
	Borg ship...

					SHELBY (O.S.)
			... a manipulation effect in the
			Borg ship's subspace field...
			a definite pattern -- at
			four-point-eight minute intervals
			during your first confrontation
			with them.

17   ANGLE - AT THE POOL TABLE (OPTICAL)

	Shelby, Riker, Geordi, Wesley, Data and three other
	supernumeraries, at least one other woman in the group.
	It's been a long day... fatigue is clear on all
	faces...

					GEORDI
			Might indicate high-output
			auxiliary generators kicking in.

					SHELBY
				(acknowledges)
			One theory is that their systems
			are decentralized with redundant
			power sources located throughout
			the ship.

					DATA
			It is a reasonable conclusion.
			Borg technology has given each
			member of their society the
			ability to interface and function
			collectively. It is likely they
			would construct their ship with
			the same philosophy.

					WESLEY
				(shakes his head)
			Knock out one generator and
			another takes over without
			interruption.

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT TWO  20.

17   CONTINUED:

					RIKER
			What kind of damage would we have
			to do to shut them down... ?

					SHELBY
			Projections suggest a Borg ship
			like this one could continue to
			function effectively even if
			seventy-eight percent of it was
			inoperable.

	Reactions.

					WESLEY
				(grim)
			And our best shot barely scratched
			the surface.

	Geordi in particular is stumped... moves to a monitor,
	presses panels that put up several design schemes...

					GEORDI
			From what I've seen, I can't
			believe any of your new weapons
			systems can be ready in less than
			eighteen months, Commander.

					SHELBY
				(acknowledges)
			We've been projecting twenty-four.

					RIKER
				(looking at the designs)
			Is there anything here we can try
			to adapt to our current defense
			systems... ?

					GEORDI
				(studying them intently)
			We'll have to look through the
			specs again.
				(sighs, tired)
			I don't know. My mind's turned
			to clay.

					WESLEY
			Mine too.

	He inadvertently looks at Data... there's a beat of
	visual humor -- obviously Data's mind could run all
	night. Shelby intends to push them until they fall...
	moving to the computer, calling up specs...

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT TWO  21.

17   CONTINUED: (2)

					SHELBY
			I think we should look at
			modifying the plasma phaser
			design...

	Riker notices the excessive fatigue on everyone's
	faces...

					RIKER
			Commander, I think we should call
			it a night.

	A beat. Shelby reacts without eye contact... there's
	a crisis, how can he think about breaking for the
	night? She keeps on working at the computer... eyes
	on the screen. Restrained --

					SHELBY
			All right. Anyone who's really
			that tired... if you want to
			leave...

	Overlapping --

					WESLEY
			No, that's okay...

					GEORDI
			Go ahead, Commander...

					SHELBY
				(quickly back to work)
			What would happen if we take the
			frequency klystron from the
			existing unit...

	Riker interrupts, firm, but none of this ever gets loud
	--

					RIKER
			We'll break here. That's an
			order. We'll reconvene at oh five
			hundred...

					SHELBY
			Sir, if you'll allow me to
			continue with Mister Data, who
			does not require rest...

					RIKER
			You need rest, Commander.

  STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT TWO  22.

17   CONTINUED: (3)

					SHELBY
			If we have a confrontation with
			the Borg without improving our
			defense systems...

					RIKER
			If we have a confrontation, I
			don't want a crew fighting the
			Borg at the same time they're
			fighting their own fatigue...
			Dismissed.

	Their eyes meet in conflict. She EXITS.

18
thru	OMITTED
19

20   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	In orbit.

21   INT. OBSERVATION LOUNGE (OPTICAL)

	Picard, Riker, Shelby, Data, Geordi, Worf, Beverly.
	On the monitor Admiral Hanson is addressing them.

					HANSON (MONITOR)
			At nineteen hundred hours
			yesterday, the USS Lalo
			departed Zeta Alpha Two on a
			freight run to Sentinel Minor
			Four. At twenty-two hundred hours
			and twelve minutes, a distress
			signal was received at Starbase
			one five seven. The Lalo reported
			contact with an alien vessel...
				(with emphasis)
			... described as cube-shaped. The
			distress signal ended abruptly.
			She has not been heard from since.

	Reactions.

					PICARD
			How long to get there at warp
			nine, Mister Data?

					DATA
			One hour, seventeen minutes, sir.

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT TWO  23.

21   CONTINUED:

					PICARD
			Make it so.

	Data acknowledges, rises and EXITS.

					HANSON
			We're coming with every available
			starship to assist, Captain. But
			the closest help is six days away.

					PICARD
				(dry)
			We'll try to occupy them pending
			your arrival, Admiral.

					HANSON
			I know you will. Hanson out.

					RIKER
			All hands will stand to battle
			stations...

					PICARD
			Commander Shelby, status of
			defense preparations?

					SHELBY
			Mister La Forge has a plan to
			modulate shield nutation...
			hopefully, that'll hold them off
			for awhile.

					GEORDI
			At the same time, we're retuning
			phasers to higher EM-base
			emitting frequencies -- we'll try
			to disrupt their subspace field.

					PICARD
			Your assessment of our potential
			effectiveness?

					GEORDI
			Shot in the dark, Captain. Best
			we can do for now.

					PICARD
				(acknowledges)
			Dismissed.

22   OMITTED

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT TWO  24.

22A  EXT. SPACE - THE ENTERPRISE (OPTICAL)

	at warp.

23   INT. MAIN BRIDGE

	Picard, Riker, Worf, Data, Wesley at their positions...
	Shelby is also on the bridge...

					WORF
			Sir, reading an unidentified
			vessel just entering sensor range,
			bearing two-one-zero mark
			one-five-one...

					PICARD
			Hail them, Mister Worf...

					WORF
			No response, sir...

					PICARD
			Move to intercept.

					WORF
				(beat, reacting to
				 console)
			Sir, the vessel has already
			changed course to intercept us.
			Approaching at... warp nine point
			three... Entering visual
			range...

					PICARD
			On screen.

24   ANGLE - VIEW SCREEN (OPTICAL)

	Long range... a small dot...

					PICARD
			Magnify.

	The shot changes to a closer angle -- it is the Borg
	ship.

					PICARD
			Mister Worf, dispatch a subspace
			message to Admiral Hanson -- we
			have engaged the Borg.

  STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT TWO  25.

24   CONTINUED:

	And on reactions...

									FADE OUT.

                        END OF ACT TWO                          

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 26.

                           ACT THREE                            

	FADE IN:

25   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	The Enterprise and the Borg ship face each other. Both
	ships have dropped out of warp.

26   INT. MAIN BRIDGE (OPTICAL)

	We are now at Red Alert.

					WORF
			Captain, you are being hailed.

					PICARD
			I am?

					WORF
			Yes, Captain. By name.

					RIKER
			Data, is it the same ship we faced
			at J-two-five?

					DATA
			Uncertain, Commander. However,
			dimensions are precisely the same.

					PICARD
			On screen.

	He takes a defiant pose. The interior of the Borg ship
	appears on the viewscreen -- a great chamber with
	stacks and stacks of thousands of slots in which are
	individual Borg.

					PICARD
			I am Jean-Luc...

	Speaking with a hundred voices --

					BORG
			Jean-Luc Picard, captain of the
			Starship Enterprise, registry
			NCC-1701D, you will lower shields
			and prepare to transport yourself
			aboard our vessel. If you do not
			cooperate, we will destroy your
			ship.

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 27.

26   CONTINUED:

	Picard reacts, does not respond to the demand.

					PICARD
			You have committed acts of
			aggression against the United
			Federation of Planets. If you
			do not immediately withdraw...

					BORG
			You will surrender yourself or
			we will destroy your ship. Your
			defensive capabilities are unable
			to withstand us.

	Riker signals Worf to mute transmission.

					RIKER
				(to Picard)
			What the hell could they want with
			you?

					SHELBY
			I thought they weren't interested
			in human lifeforms... only our
			technology.

					PICARD
			Their priorities seem to have
			changed. Open channel.
				(to the viewscreen)
			We have developed new defense
			capabilities since our last
			meeting and we are prepared to
			use them if you do not withdraw
			from Federation space. If you
			do so immediately, I will agree
			to arrange a conference of our
			peoples at a neutral location.

27   INT. ENGINEERING

	On Geordi taking readings...

					GEORDI
				(to comm)
			Shields are being probed... I'm
			modulating nutation...

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 28.

28   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	As the Borg ship sends out their tractor beam... the
	shields deflect it...

29   INT. MAIN BRIDGE

					WORF
			Sir, the Borg are attempting to
			lock on to us with their tractor
			beam...

					PICARD
			Load all torpedo bays... ready
			phasers... target coordinates on
			the source of the tractor beam...

					RIKER
			Status of shields...

					DATA
			Holding...

					SHELBY
				(encouraged)
			The nutation modulation has them
			confused...

					RIKER
				(cautious)
			They have the ability to analyze
			and adapt, Commander...

	Suddenly the ship shakes violently...

									INTERCUT:

29A  INT. ENGINEERING

	Geordi scurrying around trying to make adjustments in
	vain...

					GEORDI
			Shield modulation has failed...
			they've locked on...

					WORF
			Shields are being drained...
			ninety per cent... eighty...

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 29.

29A  CONTINUED:

					GEORDI
			Trying to recalibrate nutation...
			damn...

					WORF
			Shields have failed.

					PICARD
			Fire all weapons...

30   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	An extraordinary sequence... as the Enterprise is
	grabbed by the tractor beam... we give them everything
	we've got... the Borg ship takes full impact and still
	the beam has us...

31   INT. ENGINEERING

					GEORDI
			Their subspace field is intact...
			new phaser frequencies had no
			impact...

									INTERCUT:

32   INT. MAIN BRIDGE

					RIKER
			Reverse engines...

					GEORDI
			Full reverse... we're not
			moving...

					PICARD
			Fire at will...

					WORF
			Launching torpedos... phaser
			spread continuing...

					DATA
			Still no damage to the Borg
			vessel, sir...

33   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	The second Borg beam reaches out to the Enterprise...

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 30.

34   INT. ENGINEERING

	A deafening crack of thunder... the ship shakes...
	Geordi looks up...

					COMPUTER VOICE
			Warning. Outer hull breach.

									INTERCUT:

35   INT. MAIN BRIDGE

					WORF
			They're cutting into the hull...
			Engineering section...

					RIKER
			Geordi... evacuate Engineering...

36   INT. ENGINEERING

	People running... the thunder continuing... on the move
	--

					GEORDI
			Computer. Evacuation sequence...

					COMPUTER VOICE
			Redirecting Engineering control
			to bridge. Sealing doors to core
			chamber...

					GEORDI
			Move it people!

	The door is sliding down... and as he runs the hell out
	of there...

					COMPUTER VOICE
			Warning. Inner hull failing.
			Decompression danger, deck
			thirty-six, section four.
			Sealing Main Engineering.

36A  OMITTED

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 31.

37   INT. MAIN BRIDGE

					SHELBY
			Data, fluctuate phaser resonance
			frequencies... random settings...
			keep changing them... don't give
			them time to adapt...

38   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	The Enterprise fires another furious round... this time
	with fluctuating laser frequencies... unlike our usual.
	Unbroken beam, the beam is divided into "dots and
	Dashes" with slight color changes... and finally the
	Borg tractor breaks off...

38A  INT. MAIN BRIDGE

	The ship shakes with the release.

					WORF
			The tractor beam has been
			released.

					PICARD
			Warp nine. Course one-five-one
			mark three-three-zero... engage...

39   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	warps away... the Borg ship follows quickly...

40   INT. MAIN BRIDGE

					WORF
			They are in pursuit, Captain.

					PICARD
			Maintain course.

	Geordi ENTERS from the turbolift...

					RIKER
			Damage report, Geordi.

					GEORDI
				(still in shock)
			Hull rupture in Main
			Engineering... damage is heavy...
					(MORE)

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 32.

40   CONTINUED:

					GEORDI (Cont'd)
			We lost a lot of good people down
			there.

					DATA
			Eleven dead... eight more
			unaccounted for, Captain.

	Moving to the Engineering station, taking readings...

					RIKER
				(to com)
			Repair teams to Engineering...
			seal hull breach...

					GEORDI
			They didn't get to the core...
			I can control functions from
			here...

					WESLEY
			Approaching the Paulson Nebula,
			sir...

					PICARD
			Drop to impulse... take us in,
			Ensign...

41   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	Moving at impulse into the solar nebula, swirling
	clouds...

42   INT. MAIN BRIDGE - INCLUDE MAIN VIEWER (OPTICAL)

	as we whiz by large rocks and clumpy material...

43   ANGLE - WESLEY

	drawing on all of his navigational talents... Picard
	moves up next to him...

					WESLEY
			The field is getting too dense,
			sir...

					PICARD
			Steady... Mister Data, analysis
			of the nebula cloud...

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 33.

43   CONTINUED:

					DATA
			Eighty-two percent Dilithium
			hydroxyls... manganese, chromium.
			It should provide an effective
			screen against their sensors,
			sir...

44   PICARD

					PICARD
			Prepare to take us in, Mister
			Crusher. Now. Mister La Forge,
			prepare to reverse engines, full
			stop.

45   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	The Enterprise moves into the spiral cloud and
	disappearing from view.

45A  EXT. SPACE - THE BORG (OPTICAL)

	slows at the cloud's periphery, does not go in.

46   INT. MAIN BRIDGE

					WORF
			The Borg ship is continuing
			scans... attempting to locate
			us...

					PICARD
			Good. As long as they're looking
			for us... they can't hurt anyone
			else.

					RIKER
			Shut down all active sensors,
			passive scanners only. Deflectors
			to minimum emissions.

					PICARD
			We'll maintain position.
				(looks at Riker and
				 Shelby)
			Until we have a better idea.

STAR TREK: "Best of Both Worlds" - REV. 4/11/90 - ACT THREE34.

47   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	Barely visible through the dense cloud.

48   INT. OBSERVATION LOUNGE - CLOSE ON MONITOR (OPTICAL)

	Showing a silent replay of the Borg ship as seen from
	the Enterprise...

					SHELBY (O.S.)
			Time index five-one-four... Data
			started to fluctuate phaser
			resonance frequencies... the
			Borg's beam breaks contact...
			Freeze picture.

49   ANGLE

	Riker is at the head of the table, Wesley, Geordi and
	Data are with Shelby. They are reporting progress to
	him.

					SHELBY
			Take a close look, Commander...
			Mister La Forge?
				(please narrate)

50   MONITOR - FREEZE FRAME (OPTICAL)

	The same shot in slow motion... there is a slight
	wobble in the entire Borg power system.

					GEORDI (O.S.)
			There's a two percent power drop,
			just for an instant... but it's
			system-wide... The phaser
			frequency spread was in a high
			narrow band.

51   ANGLE - WIDE

					DATA
			Conceivably, the ship's power
			distribution nodes are vulnerable
			to those frequencies.

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 35.

51   CONTINUED:

					GEORDI
			If we can generate a concentrated
			burst of energy with that same
			frequency distribution... I mean
			a lot more than anything our
			phasers or photon torpedos could
			provide...

					RIKER
			How do we do that?

					WESLEY
			The main deflector dish.

					GEORDI
			It's the only component of the
			Enterprise designed to channel
			that much power at controlled
			frequencies.

					SHELBY
			Unfortunately, there is one slight
			detail -- in the process, the
			blast completely destroys the
			Enterprise as well.

					RIKER
				(muses)
			But if we could get far enough
			away... increase the deflector
			range...

					SHELBY
				(nods)
			It could work. In the meantime,
			we should retune all phasers,
			including hand units, to the same
			frequency.

					RIKER
				(acknowledges)
			Proceed. I'll inform the
			Captain...

					SHELBY
			There's one other recommendation
			I'd like to make, Commander.
			Separate the saucer section...
			assign a skeleton crew to create
			a diversion...

 STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT THREE 36.

51   CONTINUED: (2)

					RIKER
				(shakes his head)
			We may need power from the saucer
			impulse engines...

					SHELBY
			But it would give them more than
			one target to worry about.

					RIKER
				(beat)
			No, it's too great a risk...

					SHELBY
			I'd like the captain to make that
			decision, sir.

					RIKER
				(cool)
			I bring all alternatives to the
			captain's attention, Commander.
				(dismissing them)
			That'll be all.

	As the others EXIT, Geordi lingers a moment...

					GEORDI
			I'll need to install
			higher-capacity power transfers
			to the deflector dish,
			Commander...

					RIKER
			How long...

					GEORDI
			Better part of a day.

	Riker acknowledges, stands, still bristling about
	Shelby...

					RIKER
			She gets a full head of steam up,
			doesn't she...

					GEORDI
			Yessir... she's... a formidable
			presence to say the least. But
			I'm convinced she can help us
			here, Commander...

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 37.

51   CONTINUED: (3)

					RIKER
			I am too, Geordi. Don't worry
			about it. I can handle Shelby.

	Riker nods and they EXIT.

52   INT. BRIDGE

	Riker walks to the Ready Room door and rings the
	chime... Worf in command.

					PICARD'S VOICE
			Come.

53   ANGLE - THE DOOR

	slides open and as Riker steps forward, he reacts as
	he sees Shelby with Picard.

54   INT. CAPT. READY ROOM - CONTINUOUS

					PICARD
			Come in, Number One... Commander
			Shelby was just telling me of your
			concerns about her plan...

					RIKER
			I'm sorry that she troubled you,
			sir... I already informed her...

					PICARD
			Yes, I entirely agree with you.
			It's not the time. But I am
			afraid the time may eventually
			come when greater risks are
			required. I'd like you to
			consider her plan as a fall-back
			position and make the necessary
			preparations.

					RIKER
			Very good, sir.

55   INT. MAIN BRIDGE

	Riker and Shelby EXIT the Ready Room and you can cut
	the tension with a knife... she moves to the turbolift
	and he's on her heels.

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 38.

56   INT. TURBOLIFT

	As they ENTER...

					SHELBY
			Deck eight. Battle bridge.

	The doors close. Shelby avoids his eyes. No guilt
	from her. Just unstoppable.

					RIKER
				(to comm)
			Halt.
				(to Shelby)
			You and I have to talk, Commander.

					SHELBY
			You never ordered me not to
			discuss this with the captain...

					RIKER
			You disagree with me, fine. You
			want to take it to the captain,
			fine. Through me. You do an end
			run around me again, I'll snap
			you back so hard, you'll think
			you're a first year cadet again.

					SHELBY
			May I speak frankly, sir?

					RIKER
			By all means.

					SHELBY
			You're in my way.

					RIKER
			Really? How terrible for you.

					SHELBY
			All you know how to do is play
			it safe... I guess that's why
			someone like you sits in the
			shadow of a great man for as long
			as you have, passing up one
			command after another.
				(to comm)
			Proceed to deck eight.

					RIKER
			When it comes to this ship, to
			this crew, you're damned right
			I'll play it safe.

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT THREE 39.

56   CONTINUED:

					SHELBY
			If you can't make the big
			decisions, Commander, I suggest
			you make room for someone who can.

	The door opens and she EXITS. On Riker's reaction...

									FADE OUT.

                       END OF ACT THREE                         

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FOUR 40.

                           ACT FOUR                             

	FADE IN:

57   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	hiding in the dust cloud in the nebula... moving back
	to find the Borg ship hovering over the swirl.

					PICARD (V.O.)
			Captain's log, supplemental. The
			Enterprise remains concealed in
			the dust cloud. And to my
			surprise, the Borg have maintained
			their position, waiting for us
			to come out of hiding. I have
			no explanation for their special
			interest in me or this ship.

57A  INT. ENGINEERING

	Much activity. Repairs are continuing...
	supernumeraries working at the last patches in the
	breach area... at consoles, Geordi, Wesley, Shelby and
	Data huddle and compare notes... as Picard ENTERS,
	taking a slow, respectful inspection. The crew members
	look up to acknowledge Picard, who just nods,
	"carry-on" as he passes through...

					PICARD (V.O.)
			We continue to prepare our
			defenses for the inevitable
			confrontation. But, I must admit,
			on this night I contemplate the
			distinct possibility that no
			defense may be adequate against
			this enemy...

57B  INT. TEN-FORWARD (OPTICAL)

	Dark and deserted. The view out the windows blinded by
	the nebula fog. Picard ENTERS, walking slowly... takes
	a long look...

					GUINAN (O.S.)
			Trouble sleeping?

	Picard turns...

 STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT FOUR 41.

57C  ANGLE - GUINAN

	at the bar

					PICARD
			Something of a tradition,
			Guinan... touring the ship before
			a battle...

					GUINAN
			Before a hopeless battle, if I
			remember the tradition correctly.

	Picard moves to the bar.

					PICARD
			Not necessarily. Nelson toured
			the HMS Victory before
			Trafalgar...

					GUINAN
			But Nelson didn't come home from
			Trafalgar, did he?

					PICARD
			No, but the battle was won.

					GUINAN
			And you, Picard, do you expect
			this battle to be won?

					PICARD
			We may yet prevail. It is a
			conceit but a healthy one.
				(beat)
			I wonder if the Emperor Honorious
			watching the Visigoths coming over
			the seventh hill could truly
			realize that the Roman Empire was
			about to fall. This is really
			just another page of history,
			isn't it? Will this be the end
			of our civilization?
				(shrugs)
			... Turn the page.

					GUINAN
			It is not the end.

					PICARD
			You say that with remarkable
			assuredness.

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FOUR 42.

57C  CONTINUED:

					GUINAN
			With experience. When the Borg
			destroyed my world, my people
			scattered throughout the
			universe. But we survived. And
			so will humanity. As long as
			there is a handful left to keep
			the spirit alive. You will
			prevail. Even if it takes a
			millennium.

	Picard nods with appreciation for her... and then the
	ship shakes and they react, turn to see --

57D  ANGLE - THE WINDOWS (OPTICAL)

	somewhere beyond the fog, bright explosions are
	visible...

					WORF'S COM VOICE
			Captain Picard, report to the
			bridge.

	On the move...

					PICARD
				(keys insignia)
			On my way, Lieutenant.

	And EXITS.

58   INT. MAIN BRIDGE (OPTICAL)

	Picard ENTERS... Riker, Worf watch the viewscreen as
	the explosions continue periodically. Supernumeraries
	at conn and ops.

					RIKER
			They're some kind of
			magnetometric-guided charges.

	As one "depth charge" explodes perilously close by...

					PICARD
			Status of shields.

					WORF
			Back to forty-eight percent,
			Captain.

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FOUR 43.

58   CONTINUED:

					PICARD
				(to comm)
			Mister La Forge, I may have to
			take us out of the nebula... I'll
			need all the power you can give
			me.

	Another huge explosion rattles us...

59   INT. ENGINEERING

	Data, Wesley, Shelby working at stations in the
	background.

					GEORDI
			Engines are ready, Captain.
			Recommend you adjust shield
			harmonics to favor the upper EM
			band when you proceed...

					PICARD'S COM VOICE
			Acknowledged.

	And this time a direct hit...

60   INT. MAIN BRIDGE

					WORF
			Direct hit... deck nine...

					RIKER
			Damage report...

					WORF
			Structural latching system
			integrity breached...

					PICARD
			Take us out of here, Number One...

					RIKER
			Fire up the engines... half
			impulse until we clear the
			nebula... then punch it to warp
			nine.

					PICARD
			Ready phasers... load forward
			torpedo bays...

					RIKER
			Engage.

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FOUR 44.

61   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	moves out of the cloud... immediately the Borg ship
	follows...

62   INT. MAIN BRIDGE (OPTICAL)

					WORF
			Borg tractor beam is attempting
			to lock on...

					PICARD
			Fire at will. Continue rotating
			shield frequ...

					WORF
			Shields are failing...

	The ship is rocked as the tractor beam locks on...
	people are almost knocked down...

					WORF
			Tractor beam has locked on.

					RIKER
			They're holding us...

	A Borg MATERIALIZES...

	Borg #1 looks around, identifies Picard, moves calmly
	toward him... Worf fires his phaser... the Borg's
	force field is ineffective... it breaks down and the
	Borg is blown down... immediately two more Borg
	MATERIALIZE... one by the fallen Borg, another behind
	Picard... Worf fires at the Borg (#2) near Picard.
	But this time the Borg's force field has changed color
	and repels the phasers...

					RIKER
			It's no use... they've already
			adapted to the new frequencies...

	Riker charges Borg #2 going for Picard but the Borg
	easily sends Riker crashing against a far wall, and
	grabs Picard. Worf moves toward Picard as...

62A  OMITTED

62B  BORG #3

	removes parts of the dead Borg #1...

 STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT FOUR 45.

62C  ANGLE - PICARD (OPTICAL)

	Worf reaches him just as he DEMATERIALIZES along with
	Borg #2 and Borg #3... a beat later, dead Borg#1 withers
	away into dust... and...

62D  WORF

	quickly moves back to Tactical...

					WORF
			The Borg ship is disengaging...
			leaving at warp speed...

					RIKER
				(to conn)
			Maintain pursuit...

					WORF
			Borg vessel has reached warp
			nine... nine-point-four...
			nine-point-six...

					RIKER
			Stay with them.
				(to comm)
			Riker to O'Brien. Can you get
			a fix on the captain?

					O'BRIEN'S COM VOICE
			Negative, sir. There's some kind
			of interference. I can't lock
			in on his signal.

					RIKER
			Senior officers report to the
			bridge.

					WORF
			Sir, the coordinates they've
			set... they're on a direct
			course... to sector zero-zero-one.
			The Terran system.

					RIKER
				(reacts)
			Earth.

	On Riker's reaction...

63   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	in pursuit of the Borg ship.

 STAR TREK: "Best of Both Worlds" - REV. 4/17/90 - ACT FOUR 46.

64   INT. BORG SHIP

	Picard is escorted by two Borgs... he reacts as he sees
	--

65   OMITTED

66   INT. BORG SHIP (MATTE SHOT)

	The same massive chamber we saw on the Main Viewer
	earlier... thousands of Borg lined up... as Picard
	ENTERS. They speak with a thousand deafening voices:

					BORG
			Captain Jean-Luc Picard, you lead
			the strongest ship of the
			Federation Starfleet. You speak
			for your people.

					PICARD
			I have nothing to say to you, and
			I will resist you with my last
			ounce of strength.

					BORG
			Strength is irrelevant.
			Resistance is futile. We wish to
			improve ourselves. We will add
			your biological and technological
			distinctiveness to our own. Your
			culture will adapt to service ours.

					PICARD
			Impossible. My culture is based
			on freedom and self-determination.

					BORG
			Freedom is irrelevant. Self-determination
			is irrelevant. You must comply.

					PICARD
			We would rather die.

					BORG
			Death is irrelevant.

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FOUR 47.

66   CONTINUED:

					PICARD
			What is it you wish of me?

					BORG
			Your archaic cultures are
			authority driven. To facilitate
			our introduction into your
			societies, it has been decided
			that a human voice will speak for
			us in all communications. You
			have been chosen to be that voice.

	On Picard's reaction...

67   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	in pursuit of the Borg vessel.

68   INT. MAIN BRIDGE

	Riker, Shelby, Geordi, Data, Troi, Worf, Beverly,
	Wesley. Supernumeraries are at Conn and Ops.

					WORF
			They're leading us into the heart
			of our own defenses...

					GEORDI
			So far, they haven't had any
			reason to worry about our
			defenses...

					WESLEY
			Commander, if the Borg stay at
			warp nine-point-six, we'll be
			forced to discontinue pursuit and
			power down in less than three
			hours.

					DATA
			Two hours, forty minutes and three
			seconds.

					RIKER
				(to Geordi)
			How soon before the deflector is
			ready?

 STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT FOUR 48.

68   CONTINUED:

					GEORDI
			We're close. Few hours maybe...
				(before Riker has to
				 tell him)
			I know I'll get it done in two...
			somehow... but Commander, I need
			serious power from the warp
			engines to make this weapon work.
			We're using all we've got just
			to keep up with them...

					SHELBY
			We've got to get that ship down
			to impulse.

					RIKER
			I'm leading an away team over
			there to get the captain back.
			We'll find a way to bring them
			out of warp...
				(orders)
			Ensign Crusher... continue to
			assist Mister La Forge...
			Commander Shelby, you will take
			the bridge and coordinate with
			Starfleet... Data, Worf, Doctor
			Crusher, you're with me...

					SHELBY
				(protesting)
			Excuse me, sir... with my
			knowledge of the Borg...

					RIKER
				(not now)
			Those are my orders, Commander.

	Shelby blinks. Troi fills the breach.

					TROI
			Commander Riker...
				(beat)
			It is inappropriate for you to
			lead the away team. Until the
			return of Captain Picard, you are
			in command of the Enterprise.
			We are in a state of war. Your
			place is on the bridge.

 STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FOUR 49.

68   CONTINUED: (2)

	Riker frowns... every bit of his soul wants to lead
	the charge to the rescue... and suddenly he feels what
	it takes to command... to delegate authority, to think
	of the greater needs... but it's frustrating as hell.

					RIKER
				(softer)
			Commander Shelby, you will lead
			the away team.

	And he sinks into the big chair...

					RIKER
			Make it so.

	The others scramble and...

									FADE OUT.

                        END OF ACT FOUR                         

      STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FIVE     50.

                           ACT FIVE                             

	FADE IN:

69   EXT. SPACE - THE ENTERPRISE (OPTICAL)

	Still at warp... pursuing the Borg ship.

					RIKER (V.O.)
			First officer's log, supplemental.
			Our pursuit of the Borg continues
			at high warp on a course that
			will take us to the very core of
			the Federation. The devastation
			they could bring is beyond
			imagination.

70   INT. TRANSPORTER ROOM

	Shelby, Data and Beverly wait with O'Brien as Worf
	arrives, hands out phasers...

					WORF
			These phasers have been retuned.
			Each has a different frequency
			spanning the upper EM band.

					SHELBY
			All right... a reminder... we only
			get to use each of these once,
			maybe twice before the Borg learn
			to adapt. Don't fire until you
			have to...

					BEVERLY
			What kind of resistance can we
			expect?

	(Beverly wasn't around for the Borg last year.)

					DATA
			At our last encounter, the Borg
			virtually ignored us when we
			beamed aboard their vessel,
			Doctor. They clearly did not
			consider our being there a
			threat.

					SHELBY
			That could very well change,
			however, if we start interfering
			with their plans.

      STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FIVE     51.

70   CONTINUED:

	They move to the transporter...

					SHELBY
			Shelby to bridge. Away team
			ready.

									INTERCUT:

71   INT. MAIN BRIDGE

	Riker, Troi and supernumeraries.

					RIKER
				(to com)
			We've got fifty-eight minutes
			before we have to power down and
			disengage.

					SHELBY
			Understood.

					RIKER
			Proceed.
				(quick)
			Commander, no unnecessary risks.
			If it becomes clear you can't
			succeed, I want you back here,
			alive... I don't want any dead
			heroes. Clear?

					SHELBY
			Very clear, sir. Shelby out.

					O'BRIEN
			We've matched warp velocity for
			transport, Commander.

					SHELBY
			Energize.

72   INT. BORG SHIP (OPTICAL)

	Shelby, Data, Worf and Beverly MATERIALIZE...

73   CLOSER

	assume a defensive posture. There is no resistance.
	Many of the Borg are in stasis. Occasionally, one
	walks by and ignores the away team.

      STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT FIVE     52.

73   CONTINUED:

					WORF
				(checking tricorder)
			Tricorder functions are minimal.

					SHELBY
			Any signs of human life?

					WORF
			Inconclusive.

	He continues to make adjustments on the tricorder.
	Beverly gets her first look at the Borg up close and
	personal... studying the gridwork structures...

					BEVERLY
				(awe)
			Look at this... this is
			extraordinary.

					DATA
				(acknowledges)
			These appear to be some kind of
			power waveguide conduits which
			allow them to work collectively
			as they perform ship functions.

					SHELBY
			There's no way to take out enough
			of these to slow them down.

					DATA
				(agreeing)
			The decentralized power system
			makes it virtually impossible.

	Cautiously moving forward...

					BEVERLY
				(studying the
				 configuration)
			What about looking at it... from
			the mosquito's point of view.

					DATA
				(puzzled)
			An interesting metaphor, Doctor.
			What is your idea?

					BEVERLY
			If we sting them in a tender
			spot... at least we might get them
			to stop a minute to scratch.

      STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FIVE     53.

73   CONTINUED: (2)

	Data and Shelby exchange a glance... not a bad plan.
	As they move into an intersection to see the awesome
	conduit box...

					DATA
			Distribution nodes.

					SHELBY
			If we take out a few of these,
			it just might make them scratch...

	Data acknowledges as Worf picks up something on his
	tricorder.

					WORF
			The captain's communicator...
			it is still activated.

					BEVERLY
				(keying insignia)
			Crusher to Picard, can you hear
			me, Captain...

	No response.

					SHELBY
			Can you locate it, Worf?

					WORF
				(checking)
			This way...

	He leads them down a corridor...

73A  INT. READY ROOM (OPTICAL)

	Admiral Hanson on the monitor... Riker notably
	standing, not sitting in the captain's chair...

					RIKER
			I strongly recommend redeploying
			all available defenses to protect
			sector zero-zero-one, Admiral...

					HANSON
				(acknowledges)
			We're moving to intercept at Wolf
			three five nine. We'll make our
			stand there. How much longer can
			you maintain pursuit?

      STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT FIVE     54.

73A  CONTINUED:

					RIKER
			Twenty-two minutes if they stay
			at current speed. If we can't
			bring them out of warp, we'll
			do as much damage as we can before
			we have to disengage.

					HANSON
				(nods)
			Picard?

					RIKER
			Nothing yet, sir.

74   OMITTED

74A  INT. BORG SHIP

	Down another corridor, Worf leading the way with his
	tricorder... he stops... a series of large drawers line
	one wall... it might almost remind us of a morgue...

					WORF
			In here.

	An exchange of concerned glances... Data moves forward
	and pulls out the heavy drawer... they react as they
	see inside --

75   ANGLE - PICARD'S UNIFORM

	folded neatly, the communicator is visible. His empty
	boots.

75A  RESUME - SHELBY

					SHELBY
			Shelby to Enterprise.

					RIKER'S COM VOICE
			Go ahead.

					SHELBY
			We've found the captain's uniform.
			And his communicator.

      STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FIVE     55.

75B  INT. MAIN BRIDGE

	Riker frowns... exchanges a worried look with Troi...

					SHELBY'S COM VOICE
			We're resuming our search.

	Behind him Wesley and Geordi ENTER from the
	turbolift... as Riker sees them --

					RIKER
				(to com)
			Stand by, Commander.

					WESLEY
			We're in business.

					GEORDI
			It'll burn out the main
			deflector... but it'll be one hell
			of a bang.

					RIKER
			Radiation danger?

					WESLEY
			We'll need to evacuate the entire
			forward half of the secondary
			hull. And the lower three decks
			of the saucer.

					TROI
			I'll see to that.

	She moves off the bridge.

					RIKER
				(to com)
			Commander Shelby... we have only
			seventeen minutes of warp power
			left. Do what you can to get
			them out of warp.

75C  INT. BORG SHIP (OPTICAL)

	The away team continues to move cautiously into an
	intersection.

      STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FIVE     56.

75C  CONTINUED:

					SHELBY
				(to comm)
			Acknowledged. Shelby out.
				(to the team)
			Let's take out some of these
			distribution nodes and see what
			happens...
				(beat)
			Get ready. This may rile up our
			friends.

	Data fires his phaser at the top of the conduit box...
	nothing... then Worf and Data fire together... this
	time, the conduit box shorts out and sparks fly...
	they move quickly out...

76   INT. BORG SHIP

	The Borg are stirring.

77
thru	OMITTED
79

80   ANGLE - THE AWAY TEAM

	reacts as the Borg begin to exit their shelves... as
	many as we can muster... they see our guys... and move
	calmly toward them... we retreat...

80A  INTO ANOTHER INTERSECTION (OPTICAL)

	and Worf and Data shoot out another conduit box... more
	sparks...

81   ANGLE (OPTICAL)

	As more Borgs exit their shelves... see us... come at
	us...

					SHELBY
			Ready phasers...

	They raise their weapons... the Borg move in on them...

					SHELBY
			Fire.

	Shelby and Data fire one direction... Worf and Beverly
	the other...

      STAR TREK: "Best of Both Worlds" - REV. 4/6/90 - ACT FIVE     57.

82   ONE SET OF BORGS (OPTICAL)

	go down...

83   ANOTHER SET OF BORGS (OPTICAL)

	go down... but more come right behind, climbing over
	them...

84   THE AWAY TEAM (OPTICAL)

	moves down a clear corridor...

					SHELBY
			Enterprise, encountering
			resistance, prepare to beam us
			back on my signal...

	... into another intersection... Data and Worf fire
	and destroy a third conduit box.

85
thru	OMITTED
87

88   INT. BORG SHIP

	A portion of the lights fail...

89   THE AWAY TEAM (OPTICAL)

	is cloaked in shadows... the sparks creating almost a
	strobe effect...

89A  ANGLE - MORE BORGS (OPTICAL)

	coming... the away team fire phasers... the Borg have
	adapted... none of the phasers affect them this time...
	we retreat again.

					SHELBY
			Enterprise... beam us...

					WORF
			Wait! Look --

	He points... and

90
thru	OMITTED
92

      STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT FIVE     58.

93   ANGLE - ANOTHER ROW OF BORGS EMERGING FROM THEIR
SLOTS

	in the strobe effect... and one of them at the far
	end... is Picard... seen in profile, he looks normal.

94   THE AWAY TEAM

					WORF
			Captain!

95   PICARD

	turns slowly, calmly... and push in as he does to see
	he has been turned into a Borg. Half his face is
	gone... replaced with machinery.

96   REACTIONS - CLOSEUPS

	of the away team... stunned.

97   PICARD

	moves toward them... with the Borg as they surround...

98   THE AWAY TEAM (OPTICAL)

	Worf bursts forward trying to get to his captain...
	is repelled violently by a Borg aura around Picard...
	falls to the floor.

					SHELBY
			Enterprise, get us out of here.

	As sparking effects continue from the damage to the
	distribution nodes, they DEMATERIALIZE.

99   INT. MAIN BRIDGE

	Riker, Troi, Wes at Conn... Geordi at Engineering
	station.

					WESLEY
			Sir, they did it... the Borg ship
			is dropping out of warp...

					RIKER
			Go to impulse.

     STAR TREK: "Best of Both Worlds" - REV. 4/11/90 - ACT FIVE     59.

99   CONTINUED:

					GEORDI
			Diverting warp energy to main
			deflector...

					RIKER
			Move us to within forty thousand
			kilometers, match velocity.
			Commence arming sequence...
			Increase deflector modulation to
			upper frequency band...

	The away team ENTERS from the turbolift... Worf moves
	to Tactical...

					RIKER
			The captain?

					DATA
			Sir, Captain Picard has been
			altered by the Borg. We were
			unable to retrieve him...

					RIKER
			Altered... ?

					WORF
			He is a Borg, sir.

	Riker reacts, stunned.

					SHELBY
			We'll go back... I need more
			people... we need to retune the
			phasers again... we'll get him
			out of there...

					GEORDI
			Commander, reading subspace field
			fluctuations within the Borg ship.
			Looks like they're regenerating...
			restoring power. They could be
			capable of warp any minute.

	Riker's mind working... covering the options...

					RIKER
			Is the deflector ready?

					GEORDI
				(registering import of
				 the pending decision)
			Ready, sir.

      STAR TREK: "Best of Both Worlds" - REV. 4/9/90 - ACT FIVE     60.

99   CONTINUED: (2)

					BEVERLY
			Will, he's alive... if we get him
			back, I might be able to
			restore...

	Push in to Riker...

					RIKER
			This is our only chance to destroy
			them... if they get back into warp,
			our weapon becomes useless.

					SHELBY
			We'll go back... we'll sabotage
			them again if we have to...

					RIKER
				(shakes his head)
			We can't maintain pursuit. We
			don't have the power.
				(beat)
			Prepare to fire.

					SHELBY
			At least consult with Starfleet
			Command.
				(to Worf)
			Get Admiral Hanson on subspace...

					RIKER
			Belay that order, Lieutenant.
			There's no time...

					WORF
			Sir, we are being hailed by the
			Borg...

					RIKER
			On screen.

100
thru	OMITTED
101

102  ANGLE (OPTICAL) - VIEWSCREEN

	Picard-Borg appears... he speaks with a single but
	metallic Borg voice... a version of his own... and
	during the speech we

									INTERCUT:

     STAR TREK: "Best of Both Worlds" - REV. 4/10/90 - ACT FIVE     61.

103  MATCHING PUSHES TO CLOSEUPS OF RIKER AND PICARD
	(OPTICAL)

					PICARD/BORG
			I am Locutus of Borg. Resistance
			is futile. Your life as it has
			been is over. From this time
			forward, you will service... us.

	And on an extreme closeup of Riker... a deep breath,
	then firm without raising his voice...

					RIKER
			Mister Worf... fire.

									FREEZE FRAME

	SUPER: TO BE CONTINUED

									FADE OUT.

                        END OF ACT FIVE                         

                            THE END